Atmospheric effects, including the significant impact of ocean radiance, play a major role in remote sensing applications and the design of defense and surveillance systems. Tracking dim targets against a cluttered ocean background which is highly spatially and temporally varying is a particularly stressing scenario. Spectral Sciences, Inc. (SSI) proposes to develop and demonstrate a fast, robust scene generation capability to fulfill Missile Defense Agency (MDA) needs for accurate background models for ultraviolet, visible and infrared wavelengths. This model will accurately account for absorption, reflection, and emission from a realistic ocean surface. To develop this model, we will leverage ongoing MDA background modeling programs, expanding their utility by incorporating an efficient, high spatial resolution ocean radiance modeling capability. The model will be consistent with the current MDA scene generation models, such as the Fast Line-of-sight Imagery for Target and Exhaust Signatures (FLITES), the Standard Scene Generation Model (SSGM), and the emerging Objective Simulation Framework (OSF).